UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): April 24, 2017 (April 19, 2017)
ARCONIC INC.
(Exact name of registrant as specified in its charter)
| Pennsylvania | 1-3610 | 25-0317820 | ||
| (State or other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) | ||
| 390 Park Avenue, New York, New York | 10022-4608 | |||
| (Address of Principal Executive Offices) | (Zip Code) | |||
Office of Investor Relations 212-836-2758
Office of the Secretary 212-836-2732
(Registrant’s telephone number, including area code)
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 8.01. | Other Events. |
On April 5, 2017, Citigroup Global Markets Inc. and Credit Suisse Securities (USA) LLC (the “Purchasers”) commenced cash tender offers (the “Offers”) for certain of the outstanding debt securities of Arconic Inc. (the “Company”), including the Company’s 6.500% Senior Notes due 2018 (the “6.500% Notes”), 6.750% Senior Notes due 2018 (the “6.750% Notes”) and 5.720% Senior Notes due 2019 (the “2019 Notes”, and together with the 6.500% Notes and 6.750% Notes, the “Notes”). The Offers were made pursuant to an offer to purchase dated April 5, 2017 and related letter of transmittal, which set forth the terms and conditions of the Offers.
Early Results of Offers
On April 19, 2017, the Company issued a press release announcing the early tender results for the Offers. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Pricing for Offers
On April 19, 2017, the Company issued a press release announcing that the Purchasers had priced the Offers. A copy of the press release is attached as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated herein by reference.
Purchase of Notes
On April 24, 2017, the Company purchased $44,974,000 in aggregate principal amount of the 6.500% Notes, and $249,999,000 in aggregate principal amount of the 2019 Notes from the Purchasers.
The foregoing summary does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the press releases attached hereto as Exhibits 99.1 and 99.2 and incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
The following are filed as exhibits to this report:
| 99.1 | Arconic Inc. press release dated April 19, 2017 (Early Results). | |
| 99.2 | Arconic Inc. press release dated April 19, 2017 (Pricing). | |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| ARCONIC INC. | ||||||
| Dated: April 24, 2017 | By: | /s/ Peter Hong | ||||
| Name: | Peter Hong | |||||
| Title: | Vice President and Treasurer | |||||
EXHIBIT INDEX
| Exhibit No. |
Exhibit | |
| 99.1 | Arconic Inc. press release dated April 19, 2017 (Early Results). | |
| 99.2 | Arconic Inc. press release dated April 19, 2017 (Pricing). | |